PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING GIG SERVICES, ESPECIALLY BECAUSE IT CONTAINS TERMS THAT MAY AFFECT YOUR LEGAL RIGHTS, SUCH AS REQUIRING BINDING INDIVIDUAL ARBITRATION, AND LIMITING YOUR RIGHT TO BRING A LAWSUIT OR CLASS ACTION – SEE SECTION 23 BELOW.
By applying to become a GIG Car Share Member or by using any GIG Services, you expressly acknowledge that you have had an opportunity to review this Agreement and all other documents incorporated by reference in full and to consult advisors (including your attorney) as you may determine appropriate, and you agree to be bound by the current terms of this Agreement. You confirm that you have not relied on any advice, information, representation, assertion, guarantee, warranty provided to you by A3 Mobility, or any collateral contract, or other assurance, except those expressly set out in this Agreement.
1. You agree to comply with this Agreement, as it may be amended from time to time, each time you use the GIG Services. As a GIG Member, you may use the GIG Car Share vehicles (“Vehicles”) and GIG Services only in accordance with the most current version of this Agreement, which is also found at www.gigcarshare.com (the “Website”).
How to Contact Us
- By telephone: (800) 464-0889
- By email: [email protected]
- By web form
- Through the mobile application for the GIG Services (“Mobile App”), by clicking the “Contact Support” button
2. Modification of this Agreement
3. Membership Eligibility
To become a GIG Member, you are required to complete the member application process (“Membership Application”), which may be completed through the Mobile App or by contacting Member Support. We may update the Membership Application from time to time, including as part of our efforts to improve the GIG Services and to better protect GIG Members. In addition, you are required to meet and maintain all of the following criteria (“Eligibility Criteria”) to become and remain a GIG Member and to use the GIG Services:
- Be at least 18 years of age;
- Hold a valid payment card;
- Hold a valid driver’s license issued by a state in the United States, which license is not suspended, revoked, expired, surrendered, withdrawn, and that is not otherwise invalid for any reason OR hold a valid driver’s license issued by a foreign country, which license is not suspended, revoked, expired, surrendered, withdrawn, and that is not otherwise invalid for any reason; and
- Have a driving history that meets our requirements, which includes having no major driving infractions.
Washington State residents: Pursuant to Section 46.52.130 of the Revised Code of Washington, you hereby appoint A3 Mobility, as well as any of its agents, including without limitation DigiSure, Inc., as your agent for purposes of requesting your driving records from the Washington Department of Licensing on your behalf. You acknowledge and agree that you are divulging your driving records to A3 Mobility and its agents (including without limitation DigiSure, Inc.) for purposes of your use of GIG Services.
We will endeavor to respond to your Membership Application promptly. You understand that you will not automatically become a GIG Member upon your completion of the Membership Application and/or your satisfaction of the Eligibility Criteria. We may or may not approve your Membership Application in our sole discretion. We may also revoke your Membership at any time in our sole discretion.
4. Other Information
We will also ask you to provide the following as part of your Membership Application and periodically thereafter:
- A picture of yourself taken with your cell phone; and
- A picture of your current and valid driver’s license.
You consent to us using this information, and providing it to our affiliates, to allow us to provide and facilitate the GIG Services, including to verify the accuracy of any personal information you submit to us and to help prevent fraud, and for marketing purposes.
5. Your Account
You agree to take all necessary and appropriate steps to prevent unauthorized access to your Account and to immediately notify us by telephone or by email [see Section 1 (How to Contact Us)] if you suspect or experience any unauthorized access of your Account. You are solely responsible for your Account, including all associated charges and fees, even if incurred by others with or without your permission or knowledge, to the extent these charges occur before you notify us of such unauthorized access. We may require that you update your Account password and/or username from time to time.
6. Beta Test Member
If you are chosen as a Beta Test Member, you will be assigned a Vehicle solely for testing purposes. Beta Test Members will also be required to perform the following task and/or provide the following information as part of the beta testing:
- Perform all designated tasks as outlined in the Beta Tester checklist in the Beta Tester Guide; and
- Provide feedback through methods as outlined in the Beta Tester Guide.
Vehicles designated to Beta Test Members will not be permitted to access electric charging stations. If your assigned Vehicle reaches a power level of 30% or 60 miles, please call (800) 464-0889 to receive instructions on how to charge your Vehicle. The aforementioned steps in this paragraph only apply to Beta Test Members. Please do not allow the power level to go below 10% or 20 miles at any time.
7. GIG Card
To reserve, access, or return the Vehicles, or to initiate an interim stop (“Stopover”), you may use either the Mobile App or you can request a card with an embedded unique radio frequency identification (or “RFID”) chip that will serve as a method for you to access Vehicles (“GIG Card”), or enable your transit card to do the same. We may deactivate your GIG Card at any time in our sole discretion without prior notice to you. You agree to immediately notify us by telephone [see Section 1 (How to Contact Us)] if your GIG Card is lost, stolen, damaged or not functioning properly. Further, you are prohibited from doing any of the following with your GIG Card:
- Removing the RFID chip from your GIG Card;
- Reading, copying, or manipulating the RFID chip; or
- Permitting another person to use your GIG Card.
8. Use of Member Data
With respect to data and materials that you provide to us in connection with your Membership (including any personal information) (collectively, “Member Data”), you represent and warrant that such Member Data is complete and accurate to the best of your knowledge.
We may, to the extent permitted by law, use the Member Data, and other information collected about you, to provide you with offers and other marketing information on our behalf, or on behalf of our parent company (AAA Northern California, Nevada & Utah) and its and our subsidiaries, affiliates and partners, or other third parties.
10. Change in Membership Status
During your Membership, you agree to immediately notify us by telephone or by email [see Section 1 (How to Contact Us)] if you fail to continue to meet any of the Eligibility Criteria [see Section 3 (Membership Eligibility)] or if any of the events listed below occur. It does not matter where these events occur or if they occur in relation to your use of a Vehicle or otherwise:
- If your driver’s license has been suspended, revoked, expired, surrendered, withdrawn, lost or is no longer valid for any other reason;
- If you are involved in an accident or other incident while driving a motor vehicle;
- If you are convicted of reckless driving, driving under the influence, driving while intoxicated or impaired, failure to report an accident or leaving the scene of an accident, for possession of a stolen vehicle, unauthorized use of a vehicle, the use of a vehicle in the commission of a crime, or any similar offenses;
- If you commit any other driving violation, receive any other citation, or if you receive any other endorsement to your driving record;
- If your address or contact information (including your email address and mobile phone number) changes; or
- If your payment card information changes.
11. Duration of Your Membership
Once we have approved you as a GIG Member, your Membership will continue until it is terminated or suspended in accordance with this Agreement. You may request to terminate your Membership and this Agreement at any time by contacting us by telephone [see Section 1 (How to Contact Us)]. Your Membership will not be considered terminated until we send you written notice confirming the termination. Upon termination of your Membership, this Agreement will also be considered terminated. Please see Section 13 (What Happens When Your Membership is Suspended or Terminated) for additional information relating to certain of your obligations that will continue after the termination.
12. We May Suspend or Terminate Your Membership or Rental Period
We may immediately suspend or terminate your Membership or Rental Period (as defined below) for any reason or no reason, including but not limited to any of the following circumstances:
- If you do not comply with any of the terms of this Agreement;
- If you no longer meet any of the Eligibility Criteria (see Section 3 “Membership Eligibility”);
- If you do not inform us of any of the events described in Section 10 (Change in Membership Status);
- If you are involved in an accident as a driver and/or incur a driving infraction;
- If you engage in activities or conduct or driving behavior that violate applicable traffic laws;
- If you engage in activities or conduct or driving behavior that we, in our sole discretion, determine to be negligent, offensive, abusive, fraudulent, deceitful or otherwise unacceptable;
- If we experience any problems with your payment card or if you do not pay any amount owed to us when due as set forth in Section 14.1 (Membership Fees and Rental Fees);
- If there is a suspicion that the Vehicle has been stolen (i.e., that the Vehicle was taken or driven by an individual without our authorization or consent with the intent to deprive us of possession of the Vehicle);
- If there is a suspicion that the Vehicle has been, or is being, used in the commission of a crime, at which point such use would be deemed an unauthorized use of the Vehicle, and any and all rights and permissions granted to you for the use of such Vehicle are then immediately revoked, and any continued use of the Vehicle will be deemed as your intention to deprive us of possession of the Vehicle. We may consider the Vehicle stolen and take actions in accordance under applicable law with respect to such stolen Vehicle;
- If you directly or indirectly interfere in any business relationship between us and any other person, including any person who was at any time within the last 12 months our employee, consultant, contractor, advisor, supplier, lender or customer; or
- For any other reason we deem appropriate, in our sole discretion.
Even if we decide not to suspend or terminate your Membership or Rental Period based on the above, we do not waive our right to enforce any term of this Agreement, as set forth in Section 25.5 (No Waiver).
We reserve the right, at any time, without notice and for any reason, to modify, remove, suspend, or discontinue the GIG Services, and to deny access of any user to all or any part of the GIG Services. You agree that we will not be liable to you or to any third party for any modification, suspension, or discontinuance of the GIG Services or any part thereof. Any update or other addition to functionality of the GIG Services shall be subject to this Agreement.
13. What Happens When Your Membership is Suspended or Terminated
When your Membership is suspended or terminated, you will not be able to reserve or access any Vehicles or use any other GIG Services. We may also deactivate other features or functions of the Mobile App, your Account, or the GIG Card as we consider appropriate.
In case of a suspension, we may later decide to either reinstate or terminate your Membership as we consider appropriate. If we choose to reinstate your Membership, you may be required to provide us with additional information, which may include confirmation that you meet the Eligibility Criteria as set forth in Section 3 (Eligibility).
14. Fees, Rates, Charges, Credits and Payments
- 14.1 Membership Fees and Rental Fees
Under your Membership, you are the only person authorized to operate the Vehicles. Your rental period will begin when you first access a Vehicle and will end only once a Vehicle has been successfully checked in (your “Rental Period”). For each use of a Vehicle, you agree to pay the applicable rental rate calculated on a per-minute, per-hour, or per-day basis as set forth in the Rate Schedule, plus applicable taxes (“Rental Fees”), as well as the cost of any optional products or services you elect to receive. The Rental Fees include fuel, AAA roadside service, maintenance, Third-Party Liability Insurance (see Section 22 [Insurance]), parking (as authorized), and 24/7 Member Support during your Rental Period. The cost of optional products or services is not included in the Rental Fees.
- 14.2 Payment of Fines and Administrative Charges
You are solely responsible for the consequences of traffic offenses and violations, criminal activities, parking violations (including in privately operated parking facilities) that occur in connection with your rental of a Vehicle and you agree to pay, when due, all penalties, fines, towing costs and other charges arising from these offenses, activities or violations. If, for any reason, we are required or decide to pay on your behalf, you agree to pay us, upon demand, and your Account will be charged for all penalties, fines, towing costs, or other similar charges, as well as any applicable processing fees.
- 14.3 Settling Claims
To the extent permitted by law, we may elect, in our sole discretion, to settle any claims related to the offenses, activities or violations referenced above on your behalf and to transfer any legal process, responsibility or liability related to such claims to you.
- 14.4 Toll and Similar Charges
You also agree to pay all FasTrak charges or similar toll charges incurred in connection with your rental of a Vehicle. You will not be assessed any processing fee for these charges.
- 14.5 Other Charges
You agree to pay when due and will be charged as set forth in the then-current Rate Schedule.
- 14.6 Credits
You may receive a credit as a result of an action (e.g., refueling a Vehicle). Credits shall consist of a credit in dollars (USD). These credits are applied to any amounts owed before your payment method is charged and can only be used to pay for Rental Fees. Further information can be found in the FAQs.
- 14.7 Payment
To the extent permitted by law, we will charge to the payment card associated with your Account all Rental Fees, and other fees and charges that you have incurred as a GIG Member. You agree to ensure that your payment card information is always up to date and has sufficient limits available to pay any amount you owe to us. Rental Fees, and other fees and charges are not refundable except where required by law. Rental Fees, other fees and charges, and taxes are subject to change.
Upon addition of a new payment method or upon each reservation of a Vehicle, we may seek authorization of your selected payment method to verify the payment method, ensure the Rental Fees will be covered, and protect against unauthorized conduct. You consent to the authorization at the addition of a new payment method or at each reservation of a Vehicle. If the amount is not available for authorization, you will not be able to reserve a Vehicle until you resolve the payment issue. In addition, should the amount of our authorization exceed the total funds on deposit in your account, you may be subject to overdraft or insufficient funds fees by the card issuer. You understand that we will authorize the release of any excess reserve or authorization upon the completion of your Rental Period, and that your card issuer’s rules apply to your credit line or your account being credited for such excess and may not be immediately released by your card issuer.
Your Rental Fees are calculated and charged to your payment card. For each day that your Rental Period exceeds the minimum number of hours for the daily rental rate to apply, you consent to us charging your payment card on each such day for the daily Rental Fee as set forth in the Rate Schedule. At the end of your Rental Period, you may be assessed any other unpaid fees.
You will receive an email receipt summarizing your Rental Fees after your Rental Period has ended. You may also view a history of your Rental Fees in the Mobile App by the next business day or by contacting Member Support to receive a history report.
We will contact you at the contact information you provided to us if your payment is not fully processed for any reason. You will not be able to reserve a Vehicle and you may not be able to continue your Rental Period until you resolve the payment issue.
If your payment card is declined and you do not resolve the payment issue with us, we will immediately end your Rental Period, and deem any continued use of the Vehicle to be an unauthorized use of the Vehicle with the intent to deprive us of the Vehicle. We may consider the Vehicle stolen and take action in accordance with applicable law, including but not limited to termination or suspension of your then-current Rental Period or Membership. You may also be subject to an additional charge per the Rate Schedule.
We may also use a third party to collect any unpaid Rental Fees or additional fees and charges incurred on your Account.
You are solely responsible for all payment card, banking, service, cellular, data or access fees or charges you incur in association with the GIG Services.
15. Electronic Surveillance Technology
The Vehicles may be equipped with Global Positioning System (“GPS”) or other electronic surveillance technology. We may obtain, access, or use information from these technologies to the extent permitted by law, which may include determining when a Vehicle is checked out or checked in, the total mileage driven, and the Vehicle’s speed, location, battery strength, fuel level, lock/unlock status, and start/stop status. We may also use electronic surveillance technology, including location-based technologies, in the Vehicles or activated through use of the Mobile App, for other purposes, to the extent permitted by law, such as locating stolen, abandoned, or missing Vehicles, providing requested roadside and other assistance, and cooperating with law enforcement.
16. Compliance with Applicable Laws and the Agreement
You agree to use a Vehicle and its equipment in accordance with all applicable laws, including traffic laws, public health and safety regulations, the terms of this Agreement and the Vehicle owner’s manual. To use the GIG Services, you agree to:
- Carry a valid driver’s license whenever driving a Vehicle;
- Operate a Vehicle safely and with care, driving within posted speed limits and other driving restrictions and as permitted by local weather and environmental conditions;
- Follow any applicable federal, state, and/or local public health laws and directives currently in effect;
- Refrain from disabling, removing, destroying, altering or otherwise tampering with any components, features, functions or technical aspects of a Vehicle;
- Secure a Vehicle against theft, vandalism or improper use by others (including closing all windows and moonroof, and ensuring all doors, windows, and the trunk are locked when you leave the Vehicle during a stop or at the end of your trip);
- Refrain from using snow or tire chains on a Vehicle;
- Refrain from using automatic or drive-through car washes in a Vehicle;
- Operate a Vehicle only on paved roads; and
- Keep the Vehicle clean and tidy.
If you engage in any unauthorized conduct, or if we, in our sole discretion, believe that you have engaged in, or are engaging in, unauthorized conduct you will be deemed to have violated this Agreement, and we may suspend or terminate your Membership, end your Rental Period and deem any continued use as unauthorized and with the intent to deprive us of the Vehicle, prevent you from renting another Vehicle, and/or take such other actions as permissible under and to the fullest extent of the law.
You agree not to operate the Vehicle if any conditions exist that you believe may affect its safety or operability. You also agree to report accidents, breakdowns, defects/malfunctions or damage involving a Vehicle or its equipment, regardless of how minor you think it may have been, by immediately contacting Member Support by telephone [see Section 1 (How to Contact Us)] for assistance. You agree to follow the instructions provided to you by Member Support.
We reserve the right to access your Account and/or any technical aspects of the Vehicle at any time for any reason including but not limited to the following: for servicing and maintenance; if you engage in or have engaged in conduct or driving behavior that we, in our sole discretion, determine to be unauthorized, fraudulent, negligent, offensive, abusive or otherwise unacceptable; if we experience any problems with your payment card or if you do not pay any amount owed to us when due as set forth in Section 14.1 (Membership Fees and Rental Fees); or to provide, maintain, and improve the GIG Services. We reserve the right to take further action that we deem appropriate depending on the circumstances and the information available to us.
18. No Warranties
YOU UNDERSTAND THAT WE DO NOT ROUTINELY INSPECT VEHICLES AFTER EACH RENTAL. ACCORDINGLY, FOR YOUR AND YOUR PASSENGERS’ SAFETY, YOU ARE REQUIRED TO INSPECT EACH VEHICLE BEFORE COMMENCING A TRIP (SEE TRIP PROCESS AND PARKING GUIDANCE). WE ARE NOT RESPONSIBLE FOR ANY LOST, DAMAGED OR STOLEN PERSONAL BELONGINGS LEFT IN OR ON A VEHICLE AT ANY TIME. WE RELY ON GIG MEMBERS TO KEEP THE VEHICLES CLEAN FOR THE NEXT GIG MEMBER’S USE.
THE GIG SERVICES ARE PROVIDED “AS-IS.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE AND OUR THIRD-PARTY SERVICE PROVIDERS THAT WE ENGAGE TO PROVIDE YOU WITH THE GIG SERVICES MAKE NO WARRANTIES AND SPECIFICALLY DISCLAIM ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES, AND MAKE NO REPRESENTATIONS, WITH RESPECT TO OR AVAILABILITY, PERFORMANCE, OR RELIABILITY OF THE MOBILE APP, THE GIG SERVICES, INCLUDING THE VEHICLES, OR THE WEBSITE.
19. Your Responsibility to Pay for Losses and Damages
- 19.1 Vehicle Damage, Loss or Theft During Your Rental Period
In the event a Vehicle is damaged or stolen during your Rental Period, and to the extent permitted by law, you are responsible to pay for:
- Physical or mechanical damage to the Vehicle up to its fair market value resulting from collision regardless of the cause of the damage;Loss due to theft of the Vehicle up to its fair market value resulting from your failure to exercise ordinary care while in possession of the Vehicle;
- Physical damage to the Vehicle up to its fair market value resulting from vandalism occurring after, or in connection with, the theft of the Vehicle;
- Physical damage to the Vehicle up to a total of five hundred dollars ($500) resulting from vandalism unrelated to the theft of the Vehicle;
- Actual charges for towing, storage, and impound fees; and
- An administrative charge, which shall include the cost of appraisal and all other costs and expenses incident to the damage, loss, repair, or replacement of the Vehicle.
- 19.2 You must inform us immediately of any potential insurance coverage or any other potential sources of compensation for any damage, loss or theft of the Vehicle or equipment. If you receive any payment or compensation from another person (including your own or a third party’s insurance provider) for such damage, loss or theft, you agree to pay such funds to us. You agree that we are subrogated to your rights of recovery against any third party or insurance company (including your own insurance company). You also agree to execute all papers and do everything necessary to secure such rights, including the execution of any documents necessary to enable us to effectively bring suit in your name, and agree that you shall not do anything to prejudice our position or potential or actual rights of recovery/subrogation. We will apply any payment received from you or from any third party to reduce any amount you owe us in connection with the damaged, lost or stolen Vehicle or equipment, provided, however, that reduction of the amount you owe to us as a result of any payment received by us through our exercise of the subrogation rights in this Section 19.2 shall be reduced by our costs and expenses in procuring such payment.
If you are in compliance with this Agreement, your responsibility for damages to the Vehicle shall be limited to $1,000 for non-AAA Members or $900 for AAA Members (the “Damage Fee”). You will be responsible for any damages up to the full amount of the Damage Fee including for actual, estimated or projected expenses, whether or not an actual claim is made or processed. In the event you have insurance or another source of compensation that covers the damage to the Vehicle, your responsibility for damages to the Vehicle will exceed the Damage Fee up to the limit of any available insurance or other source of compensation, however, in no event will we ask you to pay more than the amount of the Damage Fee toward any deductible. If you breach this Agreement, including but not limited to, by failing to use a Vehicle and its equipment in accordance with all applicable laws, including traffic laws, this Agreement, and the Vehicle owner’s manual, this limitation on your responsibility for damages to the Vehicle will not apply and you will be responsible for all damages to the extent permitted by law.
20. Your Indemnification Obligations
Without restricting the other remedies available to us, and to the fullest extent permitted by law, you shall defend, indemnify, and hold harmless us, our affiliated companies (such as parent companies and subsidiaries), partners, agents, Third-Party Service Providers and successors-in-interest (the “Indemnified Parties”) from all losses, liabilities, damages, injuries, claims, demands, costs, attorneys’ fees, and other expenses incurred by the Indemnified Parties in any manner arising from or in connection with: (i) your use of and access to the GIG Services, including any data or content transmitted or received by you; (ii) your violation of any term of this Agreement; (iii) your violation of any third-party right, including, without limitation, any right of privacy, publicity rights or intellectual property rights; (iv) your violation of any law, rule, or regulation of the United States or any other country; or (v) any other party’s access and use of the GIG Services with your unique username, password, or other appropriate security code.
21. Negligence or Other Unauthorized Conduct
To the fullest extent permitted by law and notwithstanding any other provision of this Agreement, we reserve all rights to pursue any and all available legal remedies and sources of recovery in connection with any negligence, unauthorized conduct, or default of this Agreement by you.
- 22.1 Liability Insurance
We have insurance providing protection against claims by other third parties (“Third-Party Liability Insurance”) for the Vehicles. This insurance provides coverage for active GIG Members for bodily injury and property damage costs to other parties relating to an accident for which the GIG Member may be legally liable up to the following limits of liability: $100,000 of coverage is the maximum payable for bodily injury per person, $300,000 of coverage is the maximum payable for bodily injuries for each accident and $50,000 of coverage is the maximum payable for property damage. GIG Members are also provided with uninsured/underinsured motorist coverage for up to $15,000 bodily injury per person and $30,000 bodily injury for each accident. All insurance is subject to (i) such GIG Member complying with all obligations as set forth in this Agreement, and (ii) the terms and conditions of such insurance policy. If you maintain any insurance policy that may cover your liability arising out of or in relation to your operation of the Vehicle, you agree the Third-Party Liability Insurance applies on an excess basis over any such insurance policy that you maintain and that we or our insurance provider shall have the right to seek contribution from the insurer issuing such insurance policy up to the full amount of loss, damage or liability incurred by us and/or the provider of the Third-Party Liability Insurance. You further agree that we and/or the provider of the Third-Party Liability Insurance are subrogated to your rights of recovery under any insurance policy that may cover your liability arising out of or in relation to your operation of the Vehicle.
We make no representation or warranty as to the adequacy of the terms or policy limit of the Third-Party Liability Insurance. We do not act as your agent in placing the Third-Party Liability Insurance and we assume no responsibility for the actions of the insurer(s) and their handling of any claim. We encourage you to consult with your own insurance agent or broker of choice should you wish to consider acquiring the protection of additional insurance coverage.
If you are involved in an accident while using a Vehicle, or if a third party makes any demand, asserts you are liable to them, or files a lawsuit against you in connection with your use of a Vehicle (or if you have reason to believe that a third party will do so in the future), you shall not admit any liability or responsibility, and shall immediately report the accident or incident to Member Support for support [see Section 1 (How to Contact Us)].
Failure to immediately report any accident or incident or the admission of liability or responsibility could prevent you from receiving coverage under the Third-Party Liability Insurance. Note that operating a Vehicle in breach of the terms of this Agreement may result in loss of the protection of the Third-Party Liability Insurance.
- 22.2 Third-Party Liability Insurance Does Not Cover Damage to Vehicle Itself
The Third-Party Liability Insurance does not cover you with respect to damage to the Vehicle itself, and does not relieve you of your obligation to us to ensure that the Vehicle is not damaged during your rental (whether or not you are at fault). Third-Party Liability Insurance does not reduce or otherwise affect your responsibility to us or any other person.
23. Dispute Resolution by Binding Arbitration
PLEASE READ THIS PROVISION OF THE AGREEMENT CAREFULLY.
This section provides that disputes between you and us may be exclusively resolved by binding arbitration, as set forth below. Arbitration replaces the right to go to court, have a jury trial or initiate or participate in a class action. In arbitration, disputes are resolved by an arbitrator, not a judge or jury. This Section 23 (Binding Arbitration) is governed by the Federal Arbitration Act (FAA), and shall be interpreted in the broadest way the law will allow.
- 23.1 Pre-Dispute Resolution Procedure
Before asserting a claim in any proceeding, you and A3 Mobility agree to make a reasonable good faith effort to resolve the claim. In no event shall any party commence any proceeding without first providing the other party private written notice of the claim to be asserted 30 days before initiating the proceeding. If you are intending to assert a claim against A3 Mobility, you must send the written notice of the claim to:
A3 Mobility LLC
1277 Treat Blvd., 3rd Floor
Walnut Creek, CA 94597
If A3 Mobility intends to assert a claim against you, we will send written notice of the claim to you at the address associated with your Account.
NO SETTLEMENT DEMAND OR SETTLEMENT OFFER USED IN THIS PRE-DISPUTE RESOLUTION PROCESS MAY BE USED IN ANY PROCEEDING, INCLUDING AS EVIDENCE OR AS AN ADMISSION OF ANY LIABILITY OR DAMAGES (OR LACK THEREOF).
- 23.2 Covered Claims
You or we may arbitrate any claim, dispute or controversy between you and us arising out of or related to your current or previous Membership, or this Agreement (“Claims”). If arbitration is chosen by any party, neither you nor we will have the right to litigate that Claim in court or have a jury trial on that Claim. Except as set forth below, all Claims are subject to arbitration, no matter what legal theory they are based on or what remedy (damages, or injunctive or declaratory relief) they seek, including Claims based on contract, tort (including intentional tort), fraud, agency, your or our negligence, statutory or regulatory provisions, or any other sources of law; Claims made as counterclaims, cross-claims, third-party claims, interpleaders or otherwise; Claims made regarding past, present, or future conduct; and Claims made independently or with other Claims. This also includes Claims made by or against anyone connected with us or you or claiming through us or you, or by someone making a Claim through us or you, such as an agent, representative, third party vendor or an affiliated/parent/subsidiary company.
Notwithstanding the foregoing, we will have the right to seek preliminary injunctive relief immediately and without first going through the arbitration process set forth above to protect our intellectual property or confidential or proprietary information.
- 23.3 Arbitration Limits
Individual Claims filed in a small claims court are not subject to arbitration, as long as the matter remains in small claims court.
If you assert a Claim against us, we can choose to arbitrate, including actions to collect a debt from you. You may arbitrate on an individual basis Claims brought against you, including Claims to collect a debt.
- 23.4 Claims brought as part of a class action, private attorney general or other representative action can be arbitrated only on an individual basis. The arbitrator has no authority to arbitrate any Claim on a class or representative basis and may award relief only on an individual basis. If arbitration is chosen by any party, neither you nor we may pursue a Claim as part of a class action or other representative action. Claims of two (2) or more persons may not be combined in the same arbitration. Administration
The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures before a single neutral arbitrator. For a copy of JAMS procedures, to file a Claim or for other information, contact JAMS by calling (800) 352-5267 or by visiting www.jamsadr.com. A copy of the current JAMS rules is available from the JAMS website at www.jamsadr.com/rules-comprehensive-arbitration/.
Any award by an arbitrator shall be binding and final. Judgment on the award may be entered in any court having jurisdiction.
- 23.5 Arbitration Fees and Costs
The arbitrator may determine how the costs and expenses of the arbitration will be allocated between the parties, and may award attorneys’ fees.
- 23.6 Rejecting the Binding Arbitration Terms
You have the right to reject the Binding Arbitration terms as set forth in this Section 23 (Binding Arbitration). If you reject, your Membership will no longer be subject to an arbitration provision. You can reject arbitration by contacting Member Support by email [see Section 1 (How to Contact Us)], stating that you would like to reject the arbitration provision. To be effective, your e-mail must be sent within thirty (30) days of your submission of your Membership Application. We will not reject your Membership Application or close your Account if you reject this arbitration provision. You do not have the right to reject any other provisions in this Agreement.
24. Limitation of Liability
WE ARE NOT LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, AGGRAVATED, PUNITIVE OR EXEMPLARY DAMAGES DIRECTLY OR INDIRECTLY ARISING FROM OR IN ANY WAY RELATED TO THIS AGREEMENT, YOUR MEMBERSHIP, THE GIG SERVICES (INCLUDING THE RESERVATION, AVAILABILITY, SUPPLY, OPERATION OR USE OF A VEHICLE, YOUR ACCOUNT, THE WEBSITE, THE MOBILE APP, AND MEMBER SUPPORT), INCLUDING LOSS OF PROFIT OR REVENUE, FINANCIAL LOSS, LOSS OF BUSINESS OPPORTUNITIES, BREACH OF PRIVACY OR SECURITY, PROPERTY DAMAGE, PERSONAL INJURY OR ANY OTHER FORESEEABLE OR UNFORESEEABLE LOSS, NO MATTER HOW IT WAS CAUSED, EVEN IF WE WERE NEGLIGENT OR WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; FOR ANY ERROR OR OMISSION IN THE OPERATION OR MANAGEMENT IN RESPECT OF ANY PART OF THE GIG SERVICES; FOR ANY LOST, STOLEN, DAMAGED, OR EXPIRED IDENTIFIERS, PASSWORDS, CODES, BENEFITS, GIG CARDS, DISCOUNTS, REBATES, CREDITS OR PROMOTIONS; FOR THE DENIAL, RESTRICTION, SUSPENSION, DISRUPTION OR INACCESSIBILITY OF YOUR MEMBERSHIP OR YOUR PARTICIPATION IN ANY PART OF THE GIG SERVICES; OR FOR ANY LOSS, DAMAGE, INJURY OR DEATH IN RELATION TO ANY GIG MEMBER OR THIRD PARTY ARISING FROM THE USE OF A VEHICLE, LOSS OR DAMAGE INCURRED BY THE GIG MEMBER. IN NO EVENT SHALL WE, OUR AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES, OR COSTS IN AN AMOUNT EXCEEDING THE GREATER OF EITHER (a) THE AMOUNTS PAID BY YOU TO US IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY OR (b) ONE HUNDRED DOLLARS ($100). THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN US AND YOU.
25. General Matters
- 25.1 No Reverse Engineering
You are strictly prohibited from (i) decompiling or reverse engineering the GIG Services, the Website, and/or the Mobile App, or taking any other action to discover the source code or underlying ideas or algorithm of any components thereof, (ii) copying the GIG Services, the Website, and/or the Mobile App, (iii) posting, publishing or creating derivative works based on the GIG Services, the Website, and/or the Mobile App, (iv) removing any copyright notice, trade or service marks, brand names, and the like from the GIG Services, the Website, and/or the Mobile App, related documentation or packaging, or (v) using any robot, spider, scraper, or other automated means to access the Mobile App for any purpose without our express written permission, or bypassing our robot exclusion headers that we may use to prevent or restrict access to the Mobile App and/or the Website.
- 25.2 Choice of Law; Jurisdiction and Venue
This Agreement will be interpreted in accordance with the laws of California without regard to choice of law or conflict of law rules. All disputes hereunder shall be resolved solely in the applicable state or federal courts of California. You agree to the exclusive jurisdiction of such courts, agree to accept service of process by mail, and waive any jurisdictional or venue defenses otherwise available.
- 25.3 Assignment of Rights
We may, at any time, sell, transfer or assign any or all of our rights or duties under this Agreement. If we do so, we can share information concerning your Membership with prospective transferees or assignees.
- 25.4 No Third-Party Beneficiaries
You acknowledge that this Agreement and your Membership are for your exclusive benefit and convenience. Neither can be transferred to any other person and no other person may claim rights under this Agreement or through your Membership. Nothing contained herein shall be construed as granting, vesting, creating or conferring any right of action upon any other third party. This provision is not intended to limit or impair the rights that any person may have under applicable Federal statutes.
- 25.5 No Waiver
No waiver under this Agreement is effective unless it is in writing, identified as a waiver to this Agreement, and signed by the party waiving such right. No delay or omission by us to exercise any right, remedy, power, privilege, or condition in enforcing any term or condition of this Agreement, or act, omission or course of dealing with you, shall impair any such right, remedy, power, privilege, or condition or be construed to be a waiver thereof. Any waiver by us of any covenant, condition, or agreement to be performed by you shall not be deemed to be a waiver of any future occasion. Unless stated otherwise, all remedies provided for in this Agreement shall be cumulative and in addition to and not in lieu of any other remedies available to either party at law, in equity, or otherwise.
- 25.6 Severability
If any of the terms and conditions in this Agreement are found unlawful, void, or for any reason unenforceable, then that provision will be considered severable from the remaining terms and conditions of this Agreement, and will not affect the validity and enforceability of the remaining provisions.
- 25.7 Force Majeure
We shall not be liable or responsible to you, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term herein, when and to the extent such failure or delay is caused by or results from the following force majeure events (“Force Majeure Events”): (a) acts of God; (b) flood, fire, earthquake or explosion; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (d) government order or law; (e) actions, embargoes or blockades in effect on or after the date of this Agreement; (f) action by any governmental authority; (g) national or regional emergency; (h) strikes, labor stoppages or slowdowns or other industrial disturbances; and (i) shortage of adequate power or transportation facilities; (j) epidemics and other public health crises, and (k) other similar events beyond our reasonable control. GIG Car Share may also deny service for any reason deemed harmful to the welfare of GIG Members, employees, or service providers.
- 25.8 Entire Agreement
This Agreement (and the documents considered as part of this Agreement) constitutes a single, integrated, written contract expressing the entire agreement between you and us relative to the subject matter hereof. No covenants, agreements, representations, or warranties of any kind whatsoever have been made by you or by us hereto, except as provided for herein.